UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D. C. 20549



                                    FORM 8-K

                                 Current Report

                        Pursuant to Section 13 or 15 (d)

                     of the Securities Exchange Act of 1934


 Date of Report (Date of earliest event reported): February 9, 1998 
                                                  (January 30, 1998)


                            HOMESTAKE MINING COMPANY
             (Exact name of Registrant as specified in its charter)




  Delaware                       1-8736                 94-2934609
(State or other                (Commission             (I.R.S. Employer
jurisdiction of                File Number)            Identification Number)
incorporation)



         650 California Street, San Francisco, California 94108-2788
               (Address of principal executive offices) (Zip Code)


 Registrant's telephone number, including area code: (415) 981-8150
                                                     http://www.homestake.com






Item 5.    Other Events.

1.       Amendment to the Bylaws

         This Form 8-K is  submitted  to file the  Bylaws  (as  amended  through
         January 30,  1998),  listed  below in Item 7, to increase the number of
         directors to 13.


2.       Election of Director

         Effective  January  30,  1998,  Peter J.  Neff  became a member  of the
         Registrant's board of directors.

Item 7.  Financial Statements and Exhibits.

         (c)    Exhibits.

Exhibit 3.5     Bylaws (as amended through January 30, 1998) of Homestake Mining
                Company.








                                    SIGNATURE


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.




Dated:   February 9, 1998




                                           HOMESTAKE MINING COMPANY
                                                (Registrant)



                                        By:  /s/ David W. Peat
                                             -----------------
                                             David W. Peat
                                             Vice President and Controller